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DSS, INC. — Director's Dealing 2020
Aug 25, 2020
35136_dirs_2020-08-25_a2ad6e5b-a8f5-4270-b5aa-e6c732bf429b.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: DOCUMENT SECURITY SYSTEMS INC (DSS)
CIK: 0000771999
Period of Report: 2020-08-21
Reporting Person: Chan Heng Fai Ambrose (Director, 10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2020-08-21 | Common Stock | J | 483334 | $6.48 | Acquired | 483334 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2020-08-21 | Series A Convertible Preferred Stock | $6.48 | J | 46868 | Acquired | Common Stock (7232716) | Indirect |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 80920 | Direct |
| Common Stock | 585251 | Indirect |
| Common Stock | 59551 | Indirect |
| Common Stock | 22767 | Indirect |
| Common Stock | 16667 | Indirect |
Footnotes
F1: On August 21, 2020, Document Security Systems, Inc., a New York corporation (the "Issuer") closed on a share exchange agreement (the "Exchange Agreement") by and among the Issuer, DSS BioHealth Security, Inc., Singapore eDevelopment Ltd. ("SeD"), an entity controlled by the Reporting Person, and Global Biomedical Pte Ltd. ("GBM"), a wholly-owned subsidiary of SeD. Pursuant to the Exchange Agreement, GBM received 483,334 shares of the Issuer's common stock at a per share cost basis of $6.48 per share. The Reporting Person has dispositive control over these securities.
F2: Held by LiquidValue Development Pte Ltd., of which Reporting Person is the owner. The Reporting Person has dispositive control over these securities.
F3: Held by Heng Fai Holdings Limited, of which Reporting Person is the owner. The Reporting Person has dispositive control over these securities.
F4: Held by Hengfai Business Development Pte Ltd, of which Reporting Person is the Chief Executive Officer and Owner. The Reporting Person has dispositive control over these securities.
F5: Held by BMI Capital Partners International Limited, of which the Reporting Person is an owner and director. The Reporting Person has dispositive control over these securities.
F6: In connection with the Exchange Agreement, GBM received 46,868 newly issued shares of the Issuer's Series A Convertible Preferred Stock ("Series A Preferred Stock") with a stated value of $46,868,000, or $1,000 per share. The Series A Preferred Stock is convertible into shares of common stock of DSS, at an initial conversion price of $6.48 per share, subject to a 19.9% beneficial ownership conversion limitation ("Blocker") based on the total issued and outstanding shares of common stock of the Issuer beneficially owned by GBM. As of August 21, 2020, there were 5,115,179 shares of the Issuer's common stock issued and outstanding, and therefore, as a result of the Blocker, GBM is currently only able to convert the number of Series A Preferred Stock equal to approximately 673,904 shares of the Issuer's common stock, or approximately 4,366 shares of Series A Preferred Stock. The Reporting Person has dispositive control over these securities.